Repayment of Notes. (a) In order for any Note, in accordance with its terms, to be repaid in whole or in part at the option of the holder thereof, such Note must be delivered by the holder thereof, with the form entitled “Option to Elect Repayment” (set forth in such Note) duly completed, to the relevant Paying Agent at the address set forth in such form, or at such place or places of which the Bank shall from time to time notify the holders of the Notes, not more than 60 nor less than 30 days prior to the date fixed for the repayment of such Notes (the “Optional Repayment Date”). (b) Upon surrender of any Note for repayment in accordance with the provisions set forth above and in such Note, the Note to be repaid shall, on the Optional Repayment Date, become due and payable, and the relevant Paying Agent shall pay or cause to be paid such Note on the Optional Repayment Date at a price, unless otherwise specified in such Note, equal to 100% of the principal amount thereof, together with accrued and unpaid interest to, but excluding, the Optional Repayment Date. (c) If less than the entire principal amount of any Note is to be repaid, the holder thereof shall specify the portion thereof (which shall be in increments of US$1,000 or the equivalent thereof in other currencies, or as otherwise provided in the applicable Note or required by the applicable laws and regulations for currencies other than the U.S. Dollar) which such holder elects to have repaid and shall surrender such Note to the relevant Paying Agent. The applicable Registrar or the London Issuing Agent, as the case may be, shall complete, authenticate and deliver to the holder of such Note, without service charge, a new Note or Notes in an aggregate principal amount equal to and in exchange for the unrepaid portion of the principal of the Note so surrendered and in such denominations as shall be specified by such holder, which shall be at least the minimum authorized denomination as set forth in such Note.
Appears in 2 contracts
Samples: Global Agency Agreement (Bank of America Corp /De/), Global Agency Agreement (Bank of America Corp /De/)
Repayment of Notes. (a) In order for any Note, in accordance with its terms, Note to be repaid in whole or in part at the option of the holder Holder thereof, the Fiscal Agent must receive, at its Corporate Trust Office as set forth in Section 27(ii) hereof, or at such other address as the Bank shall notify the Holders of the Notes, at least 45 but not more than 60 days (unless otherwise provided in the relevant Pricing Supplement) prior to the date or dates specified in the Applicable Pricing Supplement on which such Note must may be delivered by the holder thereofrepaid (each an “Optional Repayment Date”), (i) such Note with the form entitled “Option to Elect Repayment” (set forth in such Note) on the reverse thereof duly completed, to or (ii) a telegram, telex, facsimile transmission or letter from a member of a national securities exchange or the relevant Paying Agent at National Association of Securities Dealers, Inc. or a commercial bank or trust company in the address set United States setting forth in such form, or at such place or places of which the Bank shall from time to time notify the holders name of the NotesHolder of such Note, the principal amount of such Note to be repaid, the certificate number and description of the tenor and terms of the such Note, a statement that the option to elect repayment is being exercised thereby and a guarantee that the Note to be repaid with the form entitled “Option to Elect Repayment” on the reverse thereof duly completed will be received by the Fiscal Agent not more later than 60 nor 5 Business Days after the date of such telegram, telex, facsimile transmission or letter. If the procedure described in clause (ii) of the preceding sentence is followed, then such Note and form duly completed must be received by the Fiscal Agent by such fifth Business Day. Any tender of a Note by the Holder for repayment shall be irrevocable. The repayment option may be exercised by the Holder of a Note for less than 30 days prior to the date fixed entire principal amount of such Note provided that the principal amount of such Note remaining outstanding after repayment is an authorized denomination. Upon a partial repayment, such Note shall be cancelled and a new Note or Notes for the repayment remaining principal amount thereof shall be issued in the name of the Holder of such Notes (the “Optional Repayment Date”)repaid Note.
(b) Upon surrender of any Note for repayment in accordance with the provisions set forth above and in such Noteabove, the Note to be repaid shall, on the applicable Optional Repayment Date, become due and payable, and the relevant Paying Fiscal Agent shall pay or cause to be paid such Note on the applicable Optional Repayment Date at a price, unless otherwise specified in such Note, price equal to 100% (i) in the case of the principal amount thereof, together with accrued and unpaid interest to, but excludingNotes other than OID Notes, the Optional repayment price set forth for such optional Repayment DateDate in the applicable Pricing Supplement plus interest, if any, accrued to the date of repayment, or (ii) in the case of OID Notes (other than an Indexed Note), the Amortized Face Amount thereof.
(c) If less than the entire principal amount of any Note is to be repaidrepaid only in part, the holder Holder thereof shall specify the portion thereof (which shall to be in increments of US$1,000 or the equivalent thereof in other currencies, or as otherwise provided in the applicable Note or required by the applicable laws and regulations for currencies other than the U.S. Dollar) which such holder elects to have repaid and shall surrender such Note to the relevant Paying Agent. The applicable Registrar or the London Issuing Fiscal Agent, as and the case may be, Fiscal Agent shall complete, authenticate and deliver to the holder Holder of such Note, without service charge, a new Note or Notes having identical terms and conditions, in an aggregate principal amount equal to and in exchange for the unrepaid portion of the principal of the Note so surrendered and in such authorized denominations as shall be specified requested by such holder, which shall be at least the minimum authorized denomination as set forth in such NoteHolder.
Appears in 2 contracts
Samples: Fiscal Agency Agreement (Nordic Investment Bank), Fiscal Agency Agreement (Nordic Investment Bank)
Repayment of Notes. (a) In order for any NoteThe Issuer shall repay the outstanding principal amount of the Convertible Notes, together with all accrued and unpaid interest and all other Obligations, on the Maturity Date. Convertible Notes repaid or prepaid may not be reborrowed.
(i) If a Fundamental Change occurs, each Purchaser shall have the right (the “Fundamental Change Repurchase Right”) at such Purchaser’s option, to require the Issuer to repurchase all or a part (in integral multiples of $1,000 in principal amount) of such Purchaser’s Convertible Notes on a date selected by the Purchaser (the “Fundamental Change Repurchase Date”), which shall be no later than sixty (60) days, and no earlier than twenty (20) days, after the date the Fundamental Change Notice is mailed in accordance with its termsSection 8.03(h), to be repaid in whole or in part at the option of the holder thereof, such Note must be delivered by the holder thereof, with the form entitled “Option to Elect Repayment” (set forth in such Note) duly completed, to the relevant Paying Agent at the address set forth in such form, or at such place or places of which the Bank shall from time to time notify the holders of the Notes, not more than 60 nor less than 30 days prior to the date fixed for the repayment of such Notes (the “Optional Repayment Date”).
(b) Upon surrender of any Note for repayment in accordance with the provisions set forth above and in such Note, the Note to be repaid shall, on the Optional Repayment Date, become due and payable, and the relevant Paying Agent shall pay or cause to be paid such Note on the Optional Repayment Date at a price, unless otherwise specified payable in such Notecash, equal to 100% of the principal amount of the Convertible Notes (or portions thereof) to be so repurchased, together with plus accrued and unpaid interest interest, if any, to, but excluding, the Optional Repayment Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”). On the Fundamental Change Repurchase Date, the Issuer shall repurchase the Convertible Notes specified in the Repurchase Notice (as defined below) and shall pay the Fundamental Change Repurchase Price.
(cii) If less than To exercise its Fundamental Change Repurchase Right, each Purchaser shall deliver to the entire Issuer written notice in accordance with Section 12.02 stating its intention to exercise its Fundamental Change Repurchase Right and the Fundamental Change Repurchase Date and the principal amount of any Note is Convertible Notes to be repaidrepurchased (the “Repurchase Notice”).
(iii) Notwithstanding anything herein to the contrary, any Purchaser that has delivered a Repurchase Notice as contemplated by this Section 2.08(b) to the holder thereof Issuer shall specify have the portion thereof right to withdraw such Repurchase Notice by delivery, at any time prior to 5:00 p.m. on the Business Day immediately preceding the Fundamental Change Repurchase Date (which or, if there shall be in increments of US$1,000 or the equivalent thereof in other currencies, or as otherwise provided a Default in the applicable Note or required by payment of the applicable laws and regulations for currencies other than the U.S. Dollar) Fundamental Change Repurchase Price, at any time during which such holder elects to have repaid and shall surrender such Note Default is continuing), of a written notice of withdrawal to the relevant Paying Agent. The applicable Registrar or the London Issuing AgentIssuer, as the case may be, shall complete, authenticate and deliver to the holder of such Note, without service charge, a new Note or Notes in an aggregate principal amount equal to and in exchange for the unrepaid portion of the principal of the Note so surrendered and in such denominations as which notice shall be specified by such holder, which shall be at least the minimum authorized denomination as set forth delivered in such Noteaccordance with Section 12.02.
Appears in 2 contracts
Samples: Convertible Note and Warrant Purchase Agreement (Terran Orbital Corp), Convertible Note and Warrant Purchase Agreement (Terran Orbital Corp)
Repayment of Notes. (a) In order Each Issuer hereby unconditionally promises to pay to the Administrative Agent for any Note, in accordance with its terms, to be repaid in whole or in part at the option account of the holder thereofPurchasers, such Note must be delivered by the holder thereof, with the form entitled “Option to Elect Repayment” (set forth in such Note) duly completed, to the relevant Paying Agent at the address set forth in such form, or at such place or places of which the Bank shall from time to time notify the holders unpaid principal amount of the Notes, not more than 60 nor less than 30 days prior to Notes issued by it then outstanding on the date fixed for the repayment of such Notes (the “Optional Repayment applicable Maturity Date”).
(b) Upon surrender Each Issuer shall pay the Administrative Agent, for the benefit of all Purchasers, its applicable portion of the Prepayment Premium MOIC Amount (if positive) in cash on the earlier of (x) the relevant Maturity Date and (y) the payment in full of the outstanding principal amount of the Notes (other than Supplemental Notes and Convertible Notes) (including upon an acceleration of the Obligations in respect of any Event of Default). The Prepayment Premium MOIC Amount shall be fully earned as of the date hereof, shall not be subject to offset and shall not be refundable for any reason whatsoever. Each Issuer shall pay the Administrative Agent, for the benefit of all Purchasers, its applicable portion of the Supplemental Note for repayment Make-Whole (if positive) in accordance with the provisions set forth above and in such Note, the Note to be repaid shall, cash on the Optional Repayment Date, become due and payable, and earlier of (x) the relevant Paying Agent shall pay or cause to be paid such Note on the Optional Repayment Maturity Date at a price, unless otherwise specified in such Note, equal to 100% of the Supplemental Notes and (y) upon the payment in full of the outstanding principal amount thereofof the Supplemental Notes (including upon an acceleration of the Obligations in respect of any Event of Default). The Supplemental Note Make-Whole shall be fully earned as of the date hereof, together with accrued shall not be subject to offset and unpaid interest to, but excluding, the Optional Repayment Dateshall not be refundable for any reason whatsoever.
(c) If less than For the entire principal amount avoidance of doubt, notwithstanding any other provision of any Note is to be repaid, the holder thereof shall specify the portion thereof (which shall be in increments of US$1,000 or the equivalent thereof in other currencies, or as otherwise provided in the applicable Note or required by the applicable laws and regulations for currencies other than the U.S. Dollar) which such holder elects to have repaid and shall surrender such Note to the relevant Paying Agent. The applicable Registrar or the London Issuing Agent, as the case may be, shall complete, authenticate and deliver to the holder of such Note, without service charge, a new Note or Notes in an aggregate principal amount equal to and in exchange for the unrepaid portion of the principal of the Note so surrendered Documents, the obligations of the Issuers under the Note Documents are several and in such denominations as not joint, and, without limitation, each Issuer shall only be specified liable to pay amounts or to perform obligations thereunder relating to the Senior Secured Notes issued by such holderit, which shall be at least without prejudice however to the minimum authorized denomination as set forth in such Noteprovisions of Article IX.
Appears in 1 contract
Samples: Note Purchase Agreement (Gauzy Ltd.)
Repayment of Notes. (a) In order for any Note, in accordance with its terms, Note to be repaid in whole or in part at the option of the holder Holder thereof, the Fiscal Agent must receive, at its Corporate Trust Office as set forth in Section 30(ii) hereof, or at such other address as the Bank shall notify the Holders of the Notes, at least 45 but not more than 60 days (unless otherwise provided in the relevant Pricing Supplement) prior to the date or dates specified in the Applicable Pricing Supplement on which such Note must may be delivered by the holder thereofrepaid (each an “Optional Repayment Date”), (i) such Note with the form entitled “Option to Elect Repayment” (set forth in such Note) on the reverse thereof duly completed, to or (ii) a telegram, telex, facsimile transmission or letter from a member of a national securities exchange or the relevant Paying Agent at National Association of Securities Dealers, Inc. or a commercial bank or trust company in the address set United States setting forth in such form, or at such place or places of which the Bank shall from time to time notify the holders name of the NotesHolder of such Note, the principal amount of such Note to be repaid, the certificate number and description of the tenor and terms of the such Note, a statement that the option to elect repayment is being exercised thereby and a guarantee that the Note to be repaid with the form entitled “Option to Elect Repayment” on the reverse thereof duly completed will be received by the Fiscal Agent not more later than 60 nor 5 Business Days after the date of such telegram, telex, facsimile transmission or letter. If the procedure described in clause (ii) of the preceding sentence is followed, then such Note and form duly completed must be received by the Fiscal Agent by such fifth Business Day. Any tender of a Note by the Holder for repayment shall be irrevocable. The repayment option may be exercised by the Holder of a Note for less than 30 days prior to the date fixed entire principal amount of such Note provided that the principal amount of such Note remaining outstanding after repayment is an authorized denomination. Upon a partial repayment, such Note shall be cancelled and a new Note or Notes for the repayment remaining principal amount thereof shall be issued in the name of the Holder of such Notes (the “Optional Repayment Date”)repaid Note.
(b) Upon surrender of any Note for repayment in accordance with the provisions set forth above and in such Noteabove, the Note to be repaid shall, on the applicable Optional Repayment Date, become due and payable, and the relevant Paying Fiscal Agent shall pay or cause to be paid such Note on the applicable Optional Repayment Date at a price, unless otherwise specified in such Note, price equal to 100% (i) in the case of the principal amount thereof, together with accrued and unpaid interest to, but excludingNotes other than OID Notes, the Optional repayment price set forth for such optional Repayment DateDate in the applicable Pricing Supplement plus interest, if any, accrued to the date of repayment, or (ii) in the case of OID Notes (other than an Indexed Note), the Amortized Face Amount thereof.
(c) If less than the entire principal amount of any Note is to be repaidrepaid only in part, the holder Holder thereof shall specify the portion thereof (which shall to be in increments of US$1,000 or the equivalent thereof in other currencies, or as otherwise provided in the applicable Note or required by the applicable laws and regulations for currencies other than the U.S. Dollar) which such holder elects to have repaid and shall surrender such Note to the relevant Paying Agent. The applicable Registrar or the London Issuing Fiscal Agent, as and the case may be, Fiscal Agent shall complete, authenticate and deliver to the holder Holder of such Note, without service charge, a new Note or Notes having identical terms and conditions in an aggregate principal amount equal to and in exchange for the unrepaid portion of the principal of the Note so surrendered and in such authorized denominations as shall be specified requested by such holder, which shall be at least the minimum authorized denomination as set forth in such NoteHolder.
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Repayment of Notes. (a) In order for any Note2.1 If the Investment Transaction Date shall have occurred prior to or on the Effective Date, in accordance with its terms, to be repaid in whole or in part at the option of the holder thereof, such Note must be delivered by the holder thereof, with the form entitled “Option to Elect Repayment” (set forth in such Note) duly completed, notwithstanding anything to the relevant Paying Agent at contrary contained in the address set forth in such form, Intercreditor Agreement or at such place or places of which the Bank shall from time to time notify the holders of the Notes, not more than 60 nor less than 30 days prior to the date fixed for the repayment of such Notes (the “Optional Repayment Date”).
(b) Upon surrender of any Note for repayment in accordance with the provisions set forth above and in such NoteDocuments, the Note to be repaid Issuer shall, on the Optional Repayment such Investment Transaction Date, become due pay to (i) the Series A Holders, the Series A Note Repayment Amount, with each Series A Holder receiving such portion of the Series A Note Repayment Amount set forth opposite such Holder’s name on Schedule D attached hereto under the heading “Holder/Agent Repayment Amount” as complete and payablefull repayment of the Series A Notes held by such Series A Holder as set forth on Exhibit A, (ii) the Series B Holders, the Series B Note Repayment Amount, with each Series B Holder receiving such portion of the Series B Note Repayment Amount set forth opposite such Holder’s name on Schedule D attached hereto under the heading “Holder/Agent Repayment Amount,” as complete and full repayment of the Series B Notes held by such Series B Holder as set forth on Exhibit B, (iii) the Series A Administrative Holder the portion of the Series A Note Repayment Amount owed to the Series A Agents (as notified by the Series A Administrative Holder to the Issuer pursuant to the penultimate sentence of this Section 2.2) and (iv) the Series B Administrative Holder the portion of the Series B Note Repayment Amount owed to the Series B Agents (as notified by the Series B Administrative Holder to the Issuer pursuant to the penultimate sentence of Section 2.2), in each case by wire transfer of immediately available funds to the accounts listed as such Person’s account in Schedule C attached hereto.
2.2 At least four Business Days in advance of the contemplated Payment Date, the Issuer shall provide in writing to each of the Series A Administrative Holder and the relevant Paying Agent shall pay or cause to be paid such Note on Series B Administrative Holder the Optional Repayment Date at a price, unless otherwise specified in such Note, equal to 100% Issuer’s calculation of (i) the portion of the principal amount thereofSeries A Note Repayment Amount and the Series B Note Repayment Amount, together with respectively, representing the aggregate accrued and unpaid interest towith respect to the Series A Notes or the Series B Notes, but excludingas applicable, as of such contemplated Payment Date and (ii) the aggregate accrued and unpaid interest owing to each Holder as of such contemplated Payment Date, in each case which amounts shall be confirmed by the Series A Administrative Holder or the Series B Administrative Holder, as applicable, in its discretion. If the Series A Administrative Holder or the Series B Administrative Holder does not agree with the Issuer’s calculations of such accrued and unpaid interest with respect to the Series A Notes or the Series B Notes, respectively, the Optional Repayment Series A Administrative Holder or the Series B Administrative Holder, as applicable, shall not later than two Business Days prior to the contemplated Payment Date provide its own calculation of such amount to the Issuer and the Series A Administrative Holder or the Series B Administrative Holder, as applicable, and such determination shall be conclusive and binding on the Parties in the absence of manifest error. At least two Business Days prior to the Payment Date.
(c) If less than , the entire principal Agents shall notify the Issuer of the amount of any Note is to be repaid, the holder thereof shall specify the portion thereof (which shall be in increments of US$1,000 or the equivalent thereof in other currencies, or as otherwise provided in the applicable Note or required by the applicable laws unpaid costs and regulations for currencies other than the U.S. Dollar) which such holder elects to have repaid and shall surrender such Note expenses owed to the relevant Paying Agent. The applicable Registrar or Holders and the London Issuing Agent, as the case may be, shall complete, authenticate and deliver Agents pursuant to the holder Section 9.04 of such Note, without service charge, a new Note or Notes in an aggregate principal amount equal to and in exchange for the unrepaid portion of the principal each of the Note so surrendered Purchase Agreements (including, without limitation, the reasonable and documented out-of-pocket costs and expenses of the Holders and Agents relating to the negotiation, preparation, execution and delivery of this Agreement) to be paid on such contemplated Payment Date. Upon receipt of the Note Repayment Amount in such denominations as full in cash in accordance with Section 2.1, each Holder and each Agent shall be specified deemed to have accepted such amount in full satisfaction and settlement of the Notes owned by such holderHolder, which all reimbursement and other obligations owed to the Holders and the Agents under the Note Documents and all other obligations with respect thereto.
2.3 The Issuer shall be at least use its commercially reasonable efforts to cause the minimum authorized denomination as set forth in such NoteInvestment Transaction Date to occur prior to the Effective Date.
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Repayment of Notes. (a) In order for any Note, in accordance with its terms, to be repaid in whole or in part at the option of the holder thereof, such Note must be delivered by the holder thereof, with the form entitled “Option to Elect Repayment” (set forth in such Note) duly completed, to the relevant Paying Agent at the address set forth in such form, form or at such place or places of which the Bank shall from time to time notify the holders of the Notes, Notes not more than 60 nor less than 30 days prior to the date fixed for the repayment of such Notes (the “Optional Repayment Date”).
(b) Upon surrender of any Note for repayment in accordance with the provisions set forth above and in such Note, the Note to be repaid shall, on the Optional Repayment Date, become due and payable, and the relevant Paying Agent shall pay or cause to be paid such Note on the Optional Repayment Date at a price, unless otherwise specified in such Note, equal to 100% of the principal amount thereof, together with accrued and unpaid interest to, but excluding, the Optional Repayment Date.
(c) If less than the entire principal amount of any Note is to be repaid, the holder thereof shall specify the portion thereof (which shall be in increments of US$1,000 or the equivalent thereof in other currencies, or as otherwise provided in the applicable Note or required by the applicable laws and regulations for currencies other than the U.S. Dollar) which such holder elects to have repaid and shall surrender such Note to the relevant Paying Agent. The applicable Registrar London Issuing Agent or the London Issuing Agentapplicable Registrar, as the case may be, shall complete, authenticate and deliver to the holder of such Note, without service charge, a new Note or Notes in an aggregate principal amount equal to and in exchange for the unrepaid portion of the principal of the Note so surrendered and in such denominations as shall be specified by such holder, holder which shall be at least US$100,000 or an integral multiple of US$1,000 in excess thereof, or the minimum authorized denomination equivalent in other currencies (subject, in the case of Notes offered to persons within the European Economic Area, to such amount being at least the equivalent of €50,000), or as set forth otherwise provided, in such Notethe applicable Note or required by the applicable laws and regulations for currencies other than the U.S. Dollar.
Appears in 1 contract
Repayment of Notes. (a) In order for any Note, in accordance with its terms, to be repaid in whole or in part at the option of the holder thereof, such Note must be delivered by the holder thereof, with the form entitled “Option to Elect Repayment” (set forth in such Note) duly completed, to the relevant Paying Agent at the address set forth in such form, form or at such place or places of which the Bank shall from time to time notify the holders of the Notes, Notes not more than 60 nor less than 30 days prior to the date fixed for the repayment of such Notes (the “Optional Repayment Date”).
(b) Upon surrender of any Note for repayment in accordance with the provisions set forth above and in such Note, the Note to be repaid shall, on the Optional Repayment Date, become due and payable, and the relevant Paying Agent shall pay or cause to be paid such Note on the Optional Repayment Date at a price, unless otherwise specified in such Note, equal to 100% of the principal amount thereof, together with accrued and unpaid interest to, but excluding, the Optional Repayment Date.
(c) If less than the entire principal amount of any Note is to be repaid, the holder thereof shall specify the portion thereof (which shall be in increments of US$1,000 or the equivalent thereof in other currencies, or as otherwise provided in the applicable Note or required by the applicable laws and regulations for currencies other than the U.S. Dollar) which such holder elects to have repaid and shall surrender such Note to the relevant Paying Agent. The applicable Registrar London Issuing Agent or the London Issuing Agentapplicable Registrar, as the case may be, shall complete, authenticate and deliver to the holder of such Note, without service charge, a new Note or Notes in an aggregate principal amount equal to and in exchange for the unrepaid portion of the principal of the Note so surrendered and in such denominations as shall be specified by such holder, holder which shall be at least US$100,000 or an integral multiple of US$1,000 in excess thereof, or the minimum authorized denomination equivalent in other currencies (subject, in the case of Notes subject to the requirements of the Prospectus Directive, to such amount being at least €50,000), or as set forth otherwise provided, in such Notethe applicable Note or required by the applicable laws and regulations for currencies other than the U.S. Dollar.
Appears in 1 contract
Repayment of Notes. (a) In order for any Note, in accordance with its terms, to be repaid in whole or in part at the option of the holder thereof, such Note must be delivered by the holder thereof, with the form entitled “"Option to Elect Repayment” " (set forth in such Note) duly completed, to the relevant Paying Agent Registrar at the address set forth in such form, form or at such place or places of which the Bank shall from time to time notify the holders of the Notes, Notes not more than 60 nor less than 30 days prior to the date fixed for the repayment of such Notes (the “"Optional Repayment Date”").
(b) Upon surrender of any Note for repayment in accordance with the provisions set forth above and in such Note, the Note to be repaid shall, on the Optional Repayment Date, become due and payable, and the relevant Paying Agent shall pay or cause to be paid such Note on the Optional Repayment Date at a price, unless otherwise specified in such Note, equal to 100% of the principal amount thereof, together with accrued and unpaid interest to, but excluding, to the Optional Repayment Date.
(c) If less than the entire principal amount of any Note is to be repaid, the holder thereof shall specify the portion thereof (which shall be in increments of US$1,000 or the equivalent thereof in other currencies, or as otherwise provided in the applicable Note or required by the applicable laws and regulations for currencies other than the U.S. Dollar) which such holder elects to have repaid and shall surrender such Note to the relevant Paying Agent. The applicable Registrar London Issuing Agent or the Registrar, as the case may be, and the London Issuing AgentAgent or the Registrar, as the case may be, shall complete, authenticate and deliver to the holder of such Note, without service charge, a new Note or Notes in an aggregate principal amount equal to and in exchange for the unrepaid portion of the principal of the Note so surrendered and in such denominations as shall be specified by such holder, holder which shall be at least US$100,000 or an integral multiple of US$1,000 in excess thereof (or the minimum authorized denomination equivalent in other currencies), or as set forth otherwise provided, in such Notethe applicable Note or required by the applicable laws and regulations for currencies other than the U.S. Dollar.
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